10-11531

10-11531. Procedure for and effect of
revocation; reinstatement

A. If the commission determines that one or more grounds exist under section
10-11530 for revocation of a grant of authority, the commission shall serve the foreign
corporation with written notice of the determination under section 10-11510.

B. If the foreign corporation does not correct each ground for revocation or
demonstrate to the reasonable satisfaction of the commission that each ground for
revocation determined by the commission does not exist within sixty days after service of
the notice is perfected under section 10-11510, the commission may revoke the foreign
corporation's grant of authority by signing a certificate of revocation that recites the
ground or grounds for revocation and its effective date. The commission shall file the
original of the certificate and serve a copy on the foreign corporation under section
10-11510.

C. The authority of a foreign corporation to conduct affairs in this state ceases
on the date shown on the certificate revoking its grant of authority.

D. The commission's revocation of a foreign corporation's grant of authority
appoints the commission the foreign corporation's agent for service of process in any
proceeding based on a cause of action that arose during the time the foreign corporation
was authorized to conduct affairs in this state. Service of process on the commission
under this subsection is service on the foreign corporation. On receipt of process, the
commission shall mail a copy of the process to the secretary of the foreign corporation
at its principal office shown in its most recent annual report or in any subsequent
communication received from the foreign corporation stating the current mailing address
of its principal office, or, if none is on file, in its application for authority.

E. Revocation of a foreign corporation's grant of authority does not terminate the
authority of the statutory agent of the corporation.

F. A foreign corporation whose authority is revoked pursuant to this section may
apply to the commission for reinstatement within six years after the effective date of
the revocation. The application shall state both:

1. The name of the foreign corporation and the effective date of the foreign
corporation's revocation of authority.

2. That the ground or grounds for the revocation either did not exist or have been
eliminated.

G. If the commission determines that the application contains the information
prescribed in subsection F of this section and that the information is correct, the
commission shall do all of the following:

1. Cancel the certificate of revocation.

2. Prepare a certificate of reinstatement that states the determination and the
effective date of the reinstatement.

3. File the original of the certificate of reinstatement.

4. Serve a copy on the foreign corporation pursuant to section 10-11510.

H. After the reinstatement becomes effective, the reinstatement relates back to and
takes effect as of the effective date of the revocation, and the foreign corporation
shall resume its business as if the revocation had never occurred.

I. If the corporation has not applied for reinstatement within six months after the
effective date of the dissolution, the commission shall release the corporation name
pursuant to chapters 24 through 40 of this title or for use by a person intending to
register the name as a trade name pursuant to title 44, chapter 10, article 3.1. If
another corporation has adopted the name of the foreign corporation or another person has
adopted the name of the foreign corporation as a trade name, the foreign corporation
shall attach to the application for reinstatement an application for new authority and
shall adopt a fictitious name for use in this state that satisfies the requirements of
sections 10-11504 and 10-11506.